Entity Formation, LLC, Startup Law
Sec. 101.301. APPLICABILITY OF SUBCHAPTER.
This subchapter applies only to a limited liability company that has one or more managers.
Entity Formation, LLC, Startup Law
Sec. 101.251. MEMBERSHIP.
The governing authority of a limited liability company consists of:
(1) the managers of the company, if the company’s certificate of formation states that the company will have one or more managers; or
(2) the members of the company, if the company’s certificate of formation states that the company will not have managers.
Entity Formation, LLC, Startup Law
Sec. 101.201. ALLOCATION OF PROFITS AND LOSSES.
The profits and losses of a limited liability company shall be allocated to each member of the company on the basis of the agreed value of the contributions made by each member, as stated in the company’s records required under Section 101.501.
Entity Formation, LLC, Startup Law
Sec. 101.151. REQUIREMENTS FOR ENFORCEABLE PROMISE.
A promise to make a contribution or otherwise pay cash or transfer property to a limited liability company is enforceable only if the promise is:
(1) in writing; and
(2) signed by the person making the promise.
Entity Formation, LLC, Startup Law
Sec. 101.101. MEMBERS REQUIRED.
(a) A limited liability company may have one or more members. Except as provided by this section, a limited liability company must have at least one member.
(b) A limited liability company that has managers is not required to have any members during a reasonable period between the date the company is formed and the date the first member is admitted to the company.
(c) A limited liability company is not required to have any members during the period between the date the continued membership of the last remaining member of the company is terminated and the date the agreement to continue the company described by Section 11.056 is executed.
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